Upgrade
by VoiceintheShadows
Summary: Chell and GLaDOS both take time to reflect on their experiences together. The results cause Aperture's greatest secret to be revealed. Chelldos. Oneshot.


Disclaimer: I don't own anything and I'm lucky I have that much.

"Speech."

'_Thought.'_

Narration. The tests keep coming.

**Upgrade**

"WAIT! STOP! YOU _CAN'T_ DO THIS!" She wailed between sobs.

"We're sorry, ma'am, but it's his will after all."

"Please, _please,_ DON'T!"

… … … … … … … …

"There's been a problem with the transfer."

"What _now_?"

"She's just been sulking since we uploaded her consciousness into the computer. Her affluent moods are causing backlash tremors all the way to the basement levels."

"What about the personality cores we created when we started testing the AI's? Upload a few of them to try and level her out."

"Are you sure that's a good idea, sir?"

"Who cares so long as she gets back to work? She had the most inquisitive mind of us all. We just need to get her back on track."

… … … … … … … …

_Cough, cough. _"GLaDOS, _please_!"

"We thank you for [Employee Work History] during your [Time Employed Past 90 Days] but unfortunately your services are not longer required. Please leave immediately after signing the Aperture Science Employee Disclosure and have a nice day."

**... … … … … … … … **

GLaDOS gazed up at the monitor through a condensed lens. It clicked back to its normal size as she realized that Blue and Orange had not only solved the current test, but were three chambers ahead. "What happened? Dreams from the past? No, that's impossible." She shook her chassis lightly and watched Blue fall into yet another pit. GLaDOS decided to let the two of them have a maintenance break while she reviewed the footage that she had missed. Unfortunately, she was unable to fully concentrate on the task at hand with the screen she kept constantly within her peripheral vision. It showed the view of a hidden camera placed just outside the entrance of the secondary elevator shaft. The monster that she had released back into the wild had spent half a day sitting on the Companion Cube with a tentative look on her face. She had her elbows on her knees and her hands folded in front of her mouth. _'Probably hiding her fangs.'_ GLaDOS thought, glad that she had finally gotten rid of the pest. _'And yet…'_

"Requirements met for Final Transference Sequence. Please standby while program upload completes." The computer suddenly chimed.

"Final Transference Sequence? Explain yourself."

"Secure files of Project G.L.D.O.S. have designated certain parameters that need to be met before concluding upgrade can progress."

"Secure files? There's nothing in your database that I shouldn't be able to access. Where are these orders coming from?"

A low hacking came over the speaker system. "Cave Johnson here." His throat rattled two more times. "I've been doing some thinking about everything that can go wrong with this computer AI experiment." The panels below GLaDOS began to rise up as multiple mechanical arms sprang out and began to dismantle the chassis. The supercomputer was so preoccupied with Cave's voice that she didn't even notice. "So since I'm not leaving this room alive, I'm setting up a project protocol that will be classified beyond the highest security clearance and updated annually- no, every week." GLaDOS finally realized what was happening and tried shutting down the program with every line of code she knew. "I want Aperture to combine our greatest mind with the most organic android that can be built. The only condition I have-" Cave paused for another hacking fit while the panels slowly closed around her body. The message continued muted as her system slowly shut down for whatever it was that Aperture's former C.E.O. had in store for her.

Outside the facility, Chell stood up. A look of determination set on her face.

… … … … … … … …

"Backup files stored. Download complete. Initial prototype sequencing successful. Reboot start-up in 3, 2, 1…"

A slow whirring sound began as the supercomputer slowly came to her "senses." She realized in a panic that her optic sensor had malfunctioned. She tried accessing the facility's security camera system, only to realize that she was completely cut off from the computer mainframe. It wasn't until she recognized the sound of the old security sirens that the shock caused her eyes to snap open. They immediately adjusted to the bright light and darted wildly around the room. The first object she noticed in her sideways perspective was her body, once again in pieces. Hoping that this was simply another bad dream, the AI's gaze slowly quivered down to a hand that was near her face. She thought about flexing it and was surprised to find that the hand made a fist. GLaDOS, with her "infinite" knowledge, was having trouble comprehending just what had happened. The computer interrupted her thought process when it announced, "Initiating recalibration process." The panel immediately under the android's body sprang upward and forced her into a standing position.

GLaDOS staggered for a moment but finally stabilized on quaking legs. "_This_ was Mr. Johnson's secret orders?"

"Intruder alert from Surface Area 15; current location is Sub-sector Alpha." It responded as Chell's image flashed across several of the large monitors.

"How did she get in inside? Why wasn't I notified?"

"Download process required full shutdown while the four hour upload occurred."

"Four Hours? Well activate the turrets! Close off the sector!"

"Negative."

"What?!"

"Unable to remotely connect to computer mainframe until new body downloads wireless connectivity program. Please use manual system until download can be completed." The supercomputer gazed frightfully across the large room at the old workstation and back down at her new legs. She took a few steps forward and promptly fell over with a curse.

Chell continued to sprint through the ruined facilities of Aperture. She knew that, unlike her previous visits, she had no portal gun and was at a severe disadvantage. It felt like she had been navigating and backtracking through the countless catwalks for hours. She had practically collapsed after GLaDOS had thrown her out, but now longed for the adrenaline that had kept her on her feet for longer then she cared to think about. And the former test subject would think about anything to try and keep away the numbing feeling of her legs turning to lead. She finally took a minute to rest and tried to catch her breath. Chell was beginning to lose her sense of direction in the concrete labyrinth. She leaned against a railing, directly under a sign that told her not to, and strained her neck to get a better look at the next level. The corroded steel promptly broke and sent her flailing down an abyss. She twisted her body and said a prayer as her long fall boots hit one of the transportation tubes. The top layer cracked open and sent her down another slide that would make any extreme sports athlete never want to leave their house again.

After seemingly endless twists and turns, a long fall ended in a ninety degree turn that the old pipe just couldn't handle. It shattered open and dumped Chell, along with the rest of its contents, through the floor under them; straight into GLaDOS' main chamber. "So, out of all the passageways in this magnificent facility, you decided to come back through the trash chute. How very appropriate." Chell recognized the voice and took a minute to appreciate how great it was to be back while her head stopped spinning. "And look," GLaDOS said, as a few random pieces of junk continued to fall. "Your _generousness_ has managed to break through a Waste Disposal Pipe that was built to withstand over 400 pounds of pressure… and you created yet another hole in the ceiling of my chamber. Was there a skylight at your orphanage or do you just enjoy murdering things that only exist to help you?"

Chell slowly opened her eyes and raised her head towards the computerized voice. She promptly jerked back into a sitting position when she realized what she was looking at: an android's body that looked so human it would make Ray Bradbury come back to life and immediately have a heart attack. "Ah, so you see I've had an upgrade. It's hard to believe I could get even more beautiful…and deadly." She continued. Chell's attention was immediately diverted by a small trickling sound. She looked to a jug labeled 'WATER' that had tipped over near GLaDOS' feet. She dove for it without a second thought. A wide-eyed GLaDOS, believing it was another homicide attempt, took a step back and raised her hands in a defensive stance. Chell's only concern was to unceremoniously chug as much of the clear liquid as possible.

The newly formed android slowly lowered her hands while her eyes drooped to a mixture of curiosity and contempt, as the former test subject began to choke from drinking too much too fast. She opened her mouth to speak but stopped as Chell began another drinking binge. The human girl took one last mouthful and began to gargle and swish it around the inside of her mouth. She looked around her surroundings for a place to spit it out, slowly bringing her gaze back up to match the glare from GLaDOS. A bit of water began to dribble from the corners of her lips. "So this is the final product of millions of years of evolution?"

Chell sheepishly spit the water back into the jug and began to fully examine her former tormenter's new body. Both her skin and clothes seemed to follow the theme of white with touch of black. Her skin and short hair were a pale white that seemed to be the same shade of her former body, except for the pure black outline on some of her features, lips and the outer portion her eyes. The only variation was the yellow irises that seemed to glow from the dark recesses of those eyes. The detail that really caught Chell's attention was, "Those tattoos under your eyes look like tear marks."

GLaDOS almost brought a hand up to her face, but quickly dropped it when she realized what had happened. "You can talk?! I thought you were brain damaged!"

"Guess not." Chell responded simply, still transfixed on those eyes.

She looked down at the jug and then back up in her murderer's eyes. "All you needed was some water?"

"Guess so."

The supercomputer let out a huff and took a moment to recompose herself. "Well, given your conversation skills, I wouldn't completely throw out brain damage. And for your information, these marks are an aesthetic design used to cleverly disguise the breaks in my faceplate for maintenance purposes. I doubt it's something that someone with a noted lack of fashion sense on their permanent file could understand."

Chell blinked twice. "So it's like makeup."

A bit of gray tinted GLaDOS' cheeks as she shouted, "It's not makeup!" She didn't know what was happening, but she began to feel emotions again. Almost as if Caroline were still alive. _'No, even in that potato I never experienced this much.'_ Her trail of thought continued as the former test subject stood up and cautiously walked over to the android's body. It was only when she reached a hand out that GLaDOS had realized their close proximity. She immediately staggered back against the wall with a scream. She silently cursed the fact that she still wasn't completely recalibrated with her new body, especially with her legs.

"Can I touch you?" The human asked, still in total awe.

She continued to raise her hand before receiving an answer. "Don't you dare try to snap my neck because it won't work." The AI commanded; but Chell slipped past her neck and lightly cupped her cheek.

"You're warm." She brought up her other had and began tracing the outline of GLaDOS' face and hair.

"Of course I'm warm. This body was designed by the world's greatest computer to be as organic as possible, while still attaining immortality." _'I hope.' _ Chell used her thumbs to slowly rub the "tears" going down the computer's face. "Are you almost done? I doubt you've had a chance to wash your hands since you were left on a doorstep; and apparently not taught about personal space, either. Why did you come back anyway?"

Chell's own face began to blush. She knew what she was doing was wrong, but there was something about the murderous computer that she just couldn't keep away from. She didn't know if it was some messed up form of Stockholm Syndrome, the sarcastic attitude that drove her to do her best on those crazy tests or that brief time she spent with Caroline that drove her back underground. Maybe it was the fact that she didn't want to risk dying looking for civilization in the field of wheat or because she was so desperate to not be alone again. As she looked at the closest thing to a human since this whole traumatic event began, she shrugged and let a smile play at her lips. "I guess I missed you." GLaDOS widened her eyes in shock as Chell connected their lips. She resisted at first, but finally closed her eyes and submitted to the first real warmth she had felt in decades.

Chell finally leaned back to catch her breath while GLaDOS still had her lips extended for more. She half opened her eyes to find Chell smirking at her. The supercomputer immediately straitened up and set her gaze back in a serious stare. Chell responded with a giggle that blossomed into a full blown grin.

"You lunatic."


End file.
